SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 19, 2011
Eagle Bancorp, Inc.
(Exact name of registrant as specified in its charter)
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Maryland |
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0-25923 |
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52-2061461 |
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(State or other jurisdiction |
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(Commission file number) |
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(IRS Employer |
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of incorporation) |
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Number) |
7815 Woodmont Avenue, Bethesda, Maryland 20814
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: 301.986.1800
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to Vote of Security Holders.
(a) On May 19, 2011, the annual meeting of shareholders of Eagle Bancorp, Inc. (the “Company”) was held for the purposes of:
(i) electing nine (9) directors to serve until the next annual meeting and until their successors are duly elected and qualified;
(ii) considering and approving the Company’s 2011 Employee Stock Purchase Plan;
(iii) ratifying the appointment of Stegman & Company as the Company’s independent registered public accounting firm; and
(iv) voting on a nonbinding advisory resolution approving the compensation of our executive officers.
(b) (i) The name of each director elected at the meeting, and the number of votes cast for such persons, who constitute the entire Board of Directors in office following the meeting, are set forth below.
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Name |
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For(1) |
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Withheld(1) |
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Broker Non-votes |
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Leslie M. Alperstein, Ph.D. |
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12,439,144 |
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140,000 |
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3,419,299 |
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Dudley C. Dworken |
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12,509,609 |
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69,535 |
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3,419,299 |
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Harvey M. Goodman |
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12,518,114 |
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61,030 |
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3,419,299 |
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Neal R. Gross |
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12,519,166 |
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59,978 |
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3,419,299 |
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Ronald D. Paul |
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12,515,622 |
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63,522 |
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3,419,299 |
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Robert P. Pincus |
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10,134,023 |
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2,445,121 |
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3,419,299 |
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Norman R. Pozez |
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12,484,497 |
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94,647 |
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3,419,299 |
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Donald R. Rogers |
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9,523,038 |
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3,056,106 |
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3,419,299 |
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Leland M. Weinstein |
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12,505,871 |
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73,273 |
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3,419,299 |
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(ii) The number of votes cast for or against, and the number of abstentions and broker non-votes cast on the approval of the Company’s 2011 Employee Stock Purchase Plan is as set forth below:
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For(1) |
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Against(1) |
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Abstain(1) |
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Broker Non-votes |
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12,075,976 |
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421,777 |
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81,391 |
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3,419,299 |
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(iii) The number of votes cast for or against, and the number of abstentions and broker non-votes cast on the ratification of the appointment of Stegman & Company as the Company’s independent registered public accounting firm is as set forth below:
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For(1) |
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Against(1) |
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Abstain(1) |
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Broker Non-votes |
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15,949,348 |
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39,566 |
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9,529 |
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0 |
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(iv) The number of votes cast for or against, and the number of abstentions and broker non-votes cast on the nonbinding advisory resolution approving the compensation of our executive officers is as set forth below:
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For(1) |
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Against(1) |
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Abstain(1) |
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Broker Non-votes |
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12,316,754 |
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185,511 |
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76,879 |
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3,419,299 |
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(1) Rounded to the nearest whole share.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EAGLE BANCORP, INC. | |
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By: |
/s/ Ronald D. Paul |
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Ronald D. Paul, President, Chief Executive Officer |
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Dated: May 23, 2011 |
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